0001213900-19-021026.txt : 20191024 0001213900-19-021026.hdr.sgml : 20191024 20191024184824 ACCESSION NUMBER: 0001213900-19-021026 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20191024 FILED AS OF DATE: 20191024 DATE AS OF CHANGE: 20191024 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fletcher Aaron G.L. CENTRAL INDEX KEY: 0001789490 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39102 FILM NUMBER: 191166763 MAIL ADDRESS: STREET 1: 1751 RIVER RUN STREET 2: SUITE 400 CITY: FT WORTH STATE: TX ZIP: 76107 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TFF Pharmaceuticals, Inc. CENTRAL INDEX KEY: 0001733413 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 824344737 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2600 VIA FORTUNA, SUITE 360 CITY: AUSTIN STATE: TX ZIP: 78746 BUSINESS PHONE: 737-802-1973 MAIL ADDRESS: STREET 1: 2600 VIA FORTUNA, SUITE 360 CITY: AUSTIN STATE: TX ZIP: 78746 3 1 ownership.xml X0206 3 2019-10-24 0 0001733413 TFF Pharmaceuticals, Inc. TFFP 0001789490 Fletcher Aaron G.L. 2600 VIA FORTUNA, SUITE 360 AUSTIN TX 78746 1 0 0 0 Series A preferred stock Common Stock 43887 D Warrant 2.50 2028-04-06 Common Stock 10000 I By: BP Directors, LP Warrant 2.50 2028-09-26 Common Stock 82012 I By: BP Directors, LP All outstanding shares of Series A preferred stock plus all accrued but unpaid dividends on the Series A preferred stock will automatically convert into shares of common stock concurrent with the closing of the Issuer's IPO at a conversion price of $2.50. The shares of Series A preferred stock have no expiration date. Calculated as of the date hereof at a conversion price of $2.50 per share of common stock. This warrant is currently exercisable. 20,503 shares vested on September 26, 2019 and the remainder of shares scheduled to vest at an approximate rate of 7,688 every three months thereafter. /s/ Aaron Fletcher, Ph.D., by Kirk Allen Coleman, as Attorney-in-Fact (Attached is signed Limited Power of Attorney.) 2019-10-24 EX-24 2 f3101919ex24_tffpharma.htm POWER OF ATTORNEY

Exhibit 24

LIMITED POWER OF ATTORNEY FOR

SECTION 16 REPORTING OBLIGATIONS

Know all by these present, that the undersigned hereby makes, constitutes, and appoints Kirk Allen Coleman as the undersigned’s true and lawful attorney-in-fact, with full power and authority, as hereinafter described on behalf of and in the name, place, and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities of TFF Pharmaceuticals, Inc., a Delaware corporation (the “Corporation”), with the United States Securities and Exchange Commission, any national securities exchanges and the Corporation, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Corporation’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Power of Attorney authorizes, but does not require, such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Corporation nor such attorney-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and

(4) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act.

The undersigned hereby gives and grants the foregoing attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to such attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 6th day of October, 2019.

/s/ Aaron Fletcher, Ph.D.

Signature

Aaron Fletcher, Ph.D.

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